FACTORING AND SECURITY AGREEMENTFactoring and Security Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Louisiana
FACTORING AND SECURITY AGREEMENT (this “Agreement”), dated as of August , 11 2006, by and between Progressive Concepts, Inc., a Texas Corporation, as Seller and Subservicer, and THERMO CREDIT, LLC, a Colorado limited liability company, as Purchaser and Master Servicer.
AMENDMENT TO FACTORING AND SECURITY AGREEMENTFactoring and Security Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications
This Amendment to Factoring and Security Agreement dated February 26, 2008, is made by and between THERMO CREDIT LLC (hereinafter referred to as the “Purchaser”) and Progressive Concepts, Inc. (“Seller”), who hereby agree as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Texas
THIS LOAN AND SECURITY AGREEMENT dated as of April 30, 2008 the “Closing Date”) (as amended, modified or restated from time to time, this “Agreement”), will serve to set forth the terms of the Revolving Credit Facility by and among THERMO CREDIT, LLC, a Colorado limited liability company (together with its successors and assigns, “Lender”), TELETOUCH COMMUNICATIONS, INC., a Delaware corporation (“TCI”), TELETOUCH LICENSES, INC., a Delaware corporation (“TLI”), and PROGRESSIVE CONCEPTS, INC., a Texas corporation (“PCI”, collectively with TCI, TLI, and any other Person identified or named from time to time as a “Debtor” under the Loan Documents, jointly, severally and in solido, “Debtor”).
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Texas
THIS FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “First Amendment”) is entered into as of the 16th day of May, 2008 (the “Effective Date”) by and between TELETOUCH COMMUNICATIONS, INC., a Delaware corporation (the “Company”), Stratford Capital Partners, L.P., a Delaware limited partnership (“Stratford”), and Retail & Restaurant Growth Capital, L.P., a Delaware limited partnership (“RRGC” and together with Stratford, are collectively referred to hereinafter as “Securityholders”).
WAIVER, RELEASE AND TERMINATION AGREEMENTWaiver, Release and Termination Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • New York
THIS WAIVER, RELEASE AND TERMINATION AGREEMENT (this “Termination”) is made as of May 16, 2008 (the “Termination Effective Date”) between Progressive Concepts, Inc., a Texas corporation (“PCI”) and Teletouch Communications, Inc., (“Teletouch”), on the one hand, and Fortress Credit Corp. (“Fortress”), a Delaware corporation, as agent (the “Agent”) for the Lenders, hereinafter defined, and as a Lender, on the other hand.
LOCKUP AGREEMENTLockup Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Delaware
THIS LOCKUP AGREEMENT (the “Agreement”) is entered into as of the 16th day of May 2008 (the “Effective Date”), by and between TELETOUCH COMMUNICATIONS, INC., a Delaware corporation (the “Company”), on the one hand, and Stratford Capital Partners, L.P., a Texas limited partnership (“Stratford”), and Retail & Restaurant Growth Capital, L.P., a Delaware limited partnership (“RRGC”, and together with Stratford are collectively referred to hereinafter as the “Securityholders”), on the other hand.
FORM OF WARRANT REDEMPTION PAYMENT AGREEMENTWarrant Redemption Payment Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Delaware
THIS WARRANT REDEMPTION PAYMENT AGREEMENT (the “Agreement”) is entered into as of the 2nd day of June, 2008, by and between TELETOUCH COMMUNICATIONS, INC., a Delaware corporation (the “Company”), on the one hand, and (the “Warrant Holder”), a holder of the Company’s Common Stock Purchase Warrant bearing Certificate Number dated December 12, 2002 (collectively the “Warrant”), on the other hand. All capitalized terms used in this Agreement that are not defined shall have the meaning ascribed to them in the Warrant.
AMENDMENT TO FACTORING AND SECURITY AGREEMENTFactoring and Security Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications
This Amendment to Factoring and Security Agreement dated May 18, 2007, is made by and between THERMO CREDIT LLC (hereinafter referred to as the “Purchaser”) and Progressive Concepts, Inc. (“Seller”), who hereby agree as follows:
ESCROW AGREEMENTEscrow Agreement • May 27th, 2008 • Teletouch Communications Inc • Radiotelephone communications • Louisiana
This ESCROW AGREEMENT, dated as of April 30, 2008 (this “Agreement”), by and among by and among Thermo Credit, LLC, a Colorado limited liability company (“Lender”), Teletouch Communications, Inc., a Delaware corporation (“TCI”), Teletouch Licenses, Inc., a Delaware corporation (“TLI”), and Progressive Concepts, Inc., a Texas corporation (“PCI”, collectively with TCI, TLI, and any other Person identified or named from time to time as a “Debtor” under the Loan Documents, jointly, severally and in solido, “Debtor”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Loan Agreement (as defined below).
